By-Laws of the Customs and International Trade Bar Association

(As amended May 2015)

ARTICLE I.

Membership

Section 1. There shall be five classes of Members of the Association: Active; Honorary; Foreign Lawyer; Retired; and Student.

Section 2. Any lawyer who is (1) admitted to practice before the United States Court of International Trade, the United States Court of Appeals for the Federal Circuit, the highest court of any State or the District of Columbia, or any federal court, and (2) is a member in good standing before one of said Courts, shall be eligible for election as an Active Member. Active Members shall be entitled to all the privileges of the Association.

Section 3. The Board of Directors may by unanimous vote elect Honorary Members of the Association. Honorary Members shall be entitled to all the privileges of the Association except those of holding office, voting and membership on standing committees.

Section 4. Any attorney, barrister, solicitor or advocate who is qualified to practice law in a foreign country shall be eligible for election as a Foreign Lawyer Member. Foreign Lawyer Members shall be entitled to all the privileges of the Association except those of holding office and voting.

Section 5. Any former Active Member of the Association who is retired from the practice of law (whether fully retired or retired other than on an occasional basis) shall be eligible for election as a Retired Member. Retired Members shall be entitled to all the privileges of the Association except those of holding office and voting.

Section 6. Any full-time student at an accredited law school shall be eligible for election as a Student Member. Student Members shall be entitled to all the privileges of the Association except those of holding office, voting and membership on standing committees, but Student Members may participate as observers on standing committees. A Student Member shall cease being a member of the Association six (6) months following graduation unless he or she shall apply for election as an Active or Foreign Lawyer Member.

Section 7. Applications for membership in the Association shall be made on forms of the Association.

Section 8. Any questions regarding an applicant’s credentials or eligibility for a membership category shall be decided by the Board of Directors.

ARTICLE II.

Board of Directors

Section 1. The Board of Directors shall consist of the President, Vice-President, Secretary, Treasurer, the immediate Past President of the Association and the chair of each of the standing committees. The Board may also include one or more "at large" members who are not chairs of any standing committees.

Section 2. The Board of Directors shall have full power and authority, in the interval between meetings of the Association, to do all acts and to perform all functions which the Association itself might do or perform, except those expressly reserved to the Association by these By-Laws or by law. The Board of Directors shall keep a record of its proceedings and shall render a report at the Annual and Semi-Annual Meetings of the Association and shall report at any meeting of the Association any business which requires the action of the Association.

Section 3. The Board of Directors shall hold at least four regular meetings per year to be called at the discretion of the President, upon reasonable notice.

Section 4. The President shall call a special meeting of the Board of Directors, at the written request of three (3) directors, such meeting to be held no later than twenty (20) days after receipt of such written request. At such special meetings, the Board of Directors may transact only such business as may have been contained in the notice of the meeting. Notice of such special meeting shall be given by the Secretary to each Director by mailing such notice at least ten (10) days before the meeting. Notice of such special meeting shall contain a brief summary of the special business for which such meeting has been called. If time does not permit giving of the written notice provided for herein, the President may use alternate forms of notice. Any reference to "written request" or "written notice" in these By-Laws may be provided by electronic means, such as e-mail.

Section 5. At any meeting of the Board, fifty percent (50%) of the full Board of Directors shall constitute a quorum. Attendance by telephone or specific written proxy shall be permitted.

Section 6. The Board of Directors may take any action permitted at a regular or special meeting by Written Consent in Lieu of Meeting.

ARTICLE III.

Officers

Section 1. The officers of the Association shall be the President, Vice-President, Secretary and Treasurer.

Section 2. The Officers and other Directors shall be elected for a term of one year at the Annual Meeting of the Association by a majority vote of the Members present at the meeting or voting by proxy under procedures established by the Board. The Officers and other Directors as elected shall take office on June 1 following the Annual Meeting. If at any time there be more than two (2) nominees for the same office and none receives a majority vote upon the first ballot, the ensuing ballot shall be limited to the two (2) nominees receiving the greatest number of votes on the first ballot.

Section 3. No President of the Association who has served two consecutive terms in office may be a candidate for reelection to a third consecutive term.

Section 4. If a vacancy occurs during an elected term of any Officer (other than the President) or the chair of any standing committee, the President may, with approval of a majority of the remaining Board of Directors, make an interim appointment. If a vacancy occurs in the Office of the President, the Vice-President shall serve as President, and the Treasurer shall serve as Vice-President and Treasurer, during the remainder of the elected term.

ARTICLE IV.

Duties of Offices

Section 1. President and Vice-President. The President, or, in his or her absence, the Vice-President, shall preside at the meetings of the Association and of the Board of Directors. In the absence of the President and Vice-President, a director, to be chosen by a majority vote of those present and voting at such meeting, shall preside. The President and Vice-President shall perform such other duties as the Association or the Board of Directors may from time to time assign to them.

Section 2. Secretary. The Secretary of the Association shall keep the minutes of all meetings of the Association and of the Board of Directors, shall conduct such correspondence and keep such records of the Association as may be assigned to him or her. He or she shall maintain the membership list of the Association and perform such other duties as the Association or the Board of Directors may from time to time assign.

Section 3. Treasurer. The Treasurer shall collect the dues and keep the accounts of the Association, and shall act as custodian of its funds, except as otherwise directed by the Association or the Board of Directors. He or she shall make a report at each regular meeting of the Board and each Annual Meeting of the Association. The Treasurer shall make such disbursements as may be authorized by the Board of Directors and perform such other duties as the Association or the Board of Directors may from time to time assign.

ARTICLE V.

Standing and Other Committees

Section 1. The standing committees of the Association shall be as follows:

Continuing Legal Education and Professional Responsibility Committee

Customs Committee

Export Committee

Judicial Selection Committee

Liaison with Other Bar Associations Committee

Meetings and Special Events Committee

Membership Committee

Publications Committee

Technology Committee

Trial and Appellate Practice Committee

International Trade Committee

Young Lawyers Committee

Section 2. The standing committees, except as otherwise provided by these By-Laws, shall be appointed by the President immediately after the Annual Meeting of the Association, and the President shall fill by appointment for the unexpired term any vacancy occurring in a standing committee, except in the chair thereof. Appointive members of standing committees shall enter upon their duties immediately upon their appointment and shall hold office until their successors are appointed. The standing committees may be led by a single chair or co-chairs.

Section 3. Each standing committee shall have power to adopt regulations for its governance and course of proceeding not inconsistent with these By-Laws or with law, and subject to revision by the Association. Where the work of any standing committee involves matters that are appropriately considered by one or more additional standing committees, the standing committees in question shall keep each other informed and, to the extent possible, shall coordinate any recommendations made. Where the activity of any standing committee involves the review of information about an individual, the information reviewed and the deliberations based on such information shall be kept confidential unless otherwise authorized by the Board of Directors.

Section 4. Special, sub- or ad hoc committees of the Association may be appointed by the President upon the resolution of the Association at any meeting of the Association, or upon resolution of the Board of Directors at any meeting of said Board. Special committees shall report to the Board of Directors unless otherwise directed by the Association.

ARTICLE VI.

Customs Committee

Section 1. It shall be the duty of this Committee to monitor and obtain information respecting the policies, procedures and practices of federal agencies, as well as proposed legislation and regulations, affecting the administration of the Customs and tariff laws and regulations. These administrative agencies shall include but not be limited to: United States Customs and Border Protection, United States Immigration and Customs Enforcement, the United States International Trade Commission, the International Trade Administration of the Department of Commerce and the United States Trade Representative. The Committee shall also monitor and obtain information respecting Customs and Tariff matters under the auspices of international organizations (including but not limited to the World Customs Organization), in international agreements or in pending international negotiations.

Section 2. This Committee shall submit to the Board of Directors, from time to time, reports upon such matters, together with recommendations for such action, as, in its judgment, should be taken.

ARTICLE VII.

International Trade Committee

Section 1. It shall be the duty of this Committee to monitor and obtain information respecting the policies, procedures and practices of federal agencies, as well as proposed legislation and regulations, affecting the administration of the international trade laws and regulations, with special emphasis on trade rules and remedies (e.g., antidumping, countervailing duty, and other unfair trade remedies, safeguards or escape clause provisions, and trade adjustment) and international dispute resolution in trade matters. These administrative agencies shall include, but not be limited to, the United States International Trade Commission, the International Trade Administration of the Department of Commerce, the United States Trade Representative, and the United States Customs and Border Protection. The Committee shall also monitor and obtain information respecting the foregoing matters under the auspices of international organizations (including but not limited to the World Trade Organization), in international agreements, or in pending international negotiations.

Section 2. This Committee shall submit to the Board of Directors from time to time, reports upon such matters, together with recommendations for such action, as, in its judgment, should be taken.

ARTICLE VIII.

Continuing Legal Education and Professional Responsibility Committee

Section 1. It shall be the duty of this Committee to foster and promote the continuing legal education of the Members of the Association and to that end to arrange for and conduct meetings for lectures, discussions and courses of study. Plans for meetings shall be coordinated with the Meetings and Special Events Committee and arrangements for suitable facilities for all meetings planned by the Continuing Legal Education Committee shall be made by the Meetings and Special Events Committee. The Committee may adopt such programs, subject to approval of the Board of Directors, as it may deem proper in connection herewith.

Section 2. This Committee shall keep itself and the Association’s Bar informed with respect to all matters concerning the professional responsibility of its members and to all matters lending to the elevation of the standard professional honor and conduct to the end that the public interest may be served.

ARTICLE IX.

Judicial Selection Committee

It shall be the duty of this Committee to inquire into the qualifications of nominees and prospective nominees for Judgeships in the United States Court of International Trade and in the United States Court of Appeals for the Federal Circuit, and to report its findings to the Board of Directors for transmittal to the appropriate bodies. The Committee may invite and shall consider all communications respecting such nominees.

ARTICLE X.

Liaison with Other Bar Associations Committee

It shall be the duty of this Committee to keep abreast of developments pertaining to matters of interest to the Association which are engaged in by other bar associations; to make known to such other associations the existence of the Association; and, subject to approval of the Board of Directors, to assist or otherwise cooperate with such other associations, by participation in their activities or otherwise, in matters of interest to the Association, and to report such activities to the Board of Directors.

ARTICLE XI.

Meetings and Special Events Committee

Section 1. It shall be the duty of this Committee to arrange a suitable place for the meetings to be held by the Association pursuant to Article XV herein, and to report to the Board its selection for approval by the Board. Programs, if any (other than the business portions of such meetings) are to be arranged by this Committee subject to approval by the Board.

Section 2. It shall be the duty of this Committee to notify the Association membership of any special events of interest to the Association, upon direction by the President or the Board concerning same.

ARTICLE XII.

Membership Committee

Section 1. It shall be the duty of this Committee to ascertain the existence of the prescribed qualifications of candidates for membership in the various categories identified in Article I, to promote an understanding of the Association to lawyers practicing in the customs or international trade area, to identify membership services of interest to the members and otherwise to assist in membership retention and development.

Section 2. This Committee shall report its findings and recommendations on membership applications to the Board of Directors for final action, and shall submit to the Board of Directors, from time to time, reports upon such other matters, together with recommendations for such action, as, in its judgment, should be taken.

ARTICLE XIII.

Publications Committee

It shall be the duty of this Committee to oversee the distribution, circulation and marketing of Association brochures, circulars, newsletters and other publications which the Association may publish from time to time. In some instances, this Committee will also prepare and edit other publications, such as the Association Newsletter, while in other instances, preparation and editing of the publication will be the primary responsibility of another committee. This Committee will coordinate with any other committee that may be involved with preparing or contributing to any Association publications.

ARTICLE XIV.

Technology Committee

Section 1. It shall be the duties of this Committee to monitor and obtain information respecting all aspects of the use of technology which have an effect on the practice of customs and international trade law and to analyze and oversee the dissemination of that information to the members of the Association, to establish and maintain the Association’s communications through the internet or other technological or electronic means, as directed by the Board of Directors, to coordinate and oversee the assembly of documents or other information of interest to the Association and to disseminate such documents and information to members of the Association through the internet or by other technological or electronic means.

Section 2. This Committee shall submit to the Board of Directors, from time to time, reports on such matters, together with recommendations for such action, as, in its judgment, should be taken.

ARTICLE XV.

Trial and Appellate Practice Committee

Section 1. It shall be the duty of this Committee to monitor and obtain information respecting the policies, procedures and practices of all federal and state courts affecting the administration of the trade and tariffs laws. These courts shall include, but not be limited to, the United States Court of International Trade and the United States Court of Appeals for the Court the Federal Circuit. This Committee shall also identify pending judicial or dispute settlement proceedings in which presentations of the views of the Association or participation of the Association as amicus curiae might be warranted.

Section 2. This Committee shall submit to the Board of Directors, from time to time, reports upon such matters, together with recommendations for such action, as, in its judgment, should be taken.

ARTICLE XVI.

Export Committee

Section 1. It shall be the duty of this Committee to monitor and obtain information respecting the policies, procedures and practices of federal agencies affecting the administration of U.S. export controls and embargoes/trade and financial sanctions. These administrative agencies shall include, but not be limited to, the U.S. Department of Commerce - Bureau of Industry and Security, U.S. Department of State - Directorate of Defense Trade Controls, and the U.S. Department of Treasury - Office of Foreign Assets Control. The Committee shall also follow proposed legislation and regulations affecting U.S. export control and embargo/trade and financial sanction requirements and submit comments on such proposed regulations.

Section 2. This Committee shall submit to the Board of Directors, from time to time, reports upon such matters, together with recommendations for such action, as, in its judgment, should be taken.

ARTICLE XVII.

Young Lawyers Committee

Section 1. It shall be the duty of this Committee to foster community and to promote involvement in CITBA among younger attorneys and law students. The Committee will do so by organizing events and providing networking opportunities that are geared toward early and mid-career professionals, as well as by promoting outreach to younger attorneys and law students.

Section 2. The Committee chair(s) shall be 40 years of age or younger at the time of the chairs' election or appointment to the position.

ARTICLE XVIII.

Election of Members

Section 1. The Board of Directors shall act upon the receipt of any report of the Membership Committee upon an application for membership. If the candidate shall receive a majority vote of the Directors present at a duly constituted meeting of the Board of Directors, the candidate shall thereupon become a Member of the Association.

Section 2. Upon an applicant becoming a Member of the Association, the Secretary shall promptly give notice thereof to the applicant and to the Treasurer.

ARTICLE XIX.

Dues

Section 1. The annual dues for the various membership categories identified in Article I shall be established by the Board of Directors, from time to time.

Section 2. The annual dues shall be due and payable not later than January 1st of each year.

Section 3. Upon failure to pay the annual dues, or any special assessment, within sixty (60) days after they become due, the Treasurer shall send the delinquent member a past-due notice. If payment is not received within thirty (30) days thereafter, the Treasurer shall suspend such person from membership. At the next duly constituted meeting of the Board of Directors immediately following the suspension of any member, the Treasurer shall inform the Directors of the suspension, and the delinquent member may be removed from membership in the Association by vote of a majority of the Directors present at the meeting.

ARTICLE XX.

Meetings

Section 1. An Annual Meeting of the Association shall be held on the third Tuesday in April. A Semi-Annual Meeting of the Association shall be held on the fourth Tuesday in October. The President may, for good cause, change the date of the Annual Meeting to another day in April or May and the date of the Semi-Annual Meeting to another day in October or November. The Secretary shall provide written notice of the Annual Meeting and of the Semi-Annual Meeting, not more than forty-five (45) days or less than twenty-one (21) days before the date of such meeting.

Section 2. Special Meetings of the Association may be called at any time by the Board of Directors, and shall be called by the Secretary upon the written request of fifteen (15) Active Members of the Association specifying the purpose of such call. At such Special Meetings, the only business to be transacted shall be that specified in the call thereof, and it shall be the duty of the Secretary to specify the nature of such business in the notice of the meeting, which shall be given by the Secretary to all members by mailing such notice at least ten (10) business days before the meeting.

ARTICLE XXI.

Quorum

Section 1. At any meeting of the Association, the presence of twenty-five (25) of the Active Members in person or by proxy under procedures established by the Board of Directors shall be necessary to constitute a quorum for the purpose of transacting all business, except as otherwise provided by these By-Laws.

Section 2. The presence of thirty (30) of the Active Members in person or by proxy under procedures established by the Board of Directors shall be necessary to constitute a quorum for the election of Officers and Directors or the amendment of the By-Laws.

ARTICLE XXII.

Amendments

Section 1. These By-Laws may be amended at the Annual or Semi-Annual Meeting of the Association by an affirmative vote of two-thirds of the Active Members present at such meeting or voting by proxy under procedures established by the Board of Directors, provided that not less than thirty (30) Active Members attend the meeting in person or vote by proxy. Notice of any proposed amendments shall be given to the Board of Directors not less than thirty (30) days before they are acted upon by the Association and to the Members by the Secretary in the notice of the meeting.